Response to Notice of Claim. Within thirty (30) days after delivery of a Claim Notice, the Indemnifying Party will deliver to the Indemnified Party a written response in which the Indemnifying Party will either: (i) agree that the Indemnified Party is entitled to receive all of the Claimed Amount and, in which case, the Indemnifying Party will pay the Claimed Amount in accordance with a payment and distribution method reasonably acceptable to the Indemnified Party; or (ii) dispute that the Indemnified Party is entitled to receive all or any portion of the Claimed Amount, in which case, the Parties will resort to the dispute resolution procedures set forth in Section 1.4.
Appears in 21 contracts
Samples: Form of Fis Corporate and Transitional Services Agreement (Lender Processing Services, Inc.), FNF Corporate and Transitional Services Agreement (Lender Processing Services, Inc.), Amended and Restated Corporate Services Agreement (Fidelity National Information Services, Inc.)
Response to Notice of Claim. Within thirty (30) 30 days after delivery of a Claim Notice, the Indemnifying Party will shall deliver to the Indemnified Party a written response in which the Indemnifying Party will shall either: (i) agree that the Indemnified Party is entitled to receive all of the Claimed Amount and, in which case, the Indemnifying Party will shall pay the Claimed Amount in accordance with using a payment and distribution method reasonably acceptable to the Indemnified Party; or (ii) dispute that the Indemnified Party is entitled to receive all or any portion of the Claimed Amount, in which case, the Parties will shall resort to the dispute resolution procedures set forth in Section 1.49.19.
Appears in 5 contracts
Samples: Master Separation Agreement (Photowatt Technologies Inc.), Master Separation Agreement (Photowatt Technologies Inc.), Master Separation Agreement (Photowatt Technologies Inc.)
Response to Notice of Claim. Within thirty (30) days after delivery of a Claim Notice, the Indemnifying Party will deliver to the Indemnified Party a written response in which the Indemnifying Party will either: (i) agree that the Indemnified Party is entitled to receive all of the Claimed Amount and, in which case, the Indemnifying Party will pay the Claimed Amount in accordance with a payment and distribution method reasonably acceptable to the Indemnified Party; or (ii) dispute that the Indemnified Party is entitled to receive all or any portion of the Claimed Amount, in which case, the Parties parties will resort to the dispute resolution procedures set forth in Section 1.49.3.
Appears in 5 contracts
Samples: Master Separation and Distribution Agreement, Master Separation and Distribution Agreement (Motorola Inc), Master Separation and Distribution Agreement (Freescale Semiconductor Inc)
Response to Notice of Claim. Within thirty (30) days after delivery of a Claim Notice, the Indemnifying Party will deliver to the Indemnified Party a written response in which the Indemnifying Party will either: (i) agree that the Indemnified Party is entitled to receive all of the Claimed Amount andAmount, in which case, the Indemnifying Party will pay the Claimed Amount in accordance with a payment and distribution method reasonably acceptable to the Indemnified PartyParties; or (ii) dispute that the Indemnified Party is entitled to receive all or any portion of the Claimed Amount, in which case, the Parties will resort to the dispute resolution procedures set forth in Section 1.41.3.
Appears in 4 contracts
Samples: Corporate Services Agreement (Cannae Holdings, Inc.), Reorganization Agreement (Fidelity National Financial, Inc.), Reorganization Agreement (Cannae Holdings, Inc.)
Response to Notice of Claim. Within thirty (30) days after delivery of a Claim Notice, the Indemnifying Party will deliver to the Indemnified Party a written response in which the Indemnifying Party will either: (i) agree that the Indemnified Party is entitled to receive all of the Claimed Amount andAmount, in which case, case the Indemnifying Party will pay the Claimed Amount in accordance with a payment and distribution method reasonably acceptable to the Indemnified Party; or (ii) dispute that the Indemnified Party is entitled to receive all or any portion of the Claimed Amount, in which case, the Parties will resort to the dispute resolution procedures set forth in Section 1.48.3.
Appears in 4 contracts
Samples: Contribution and Distribution Agreement (Lender Processing Services, Inc.), Contribution and Distribution Agreement (Lender Processing Services, Inc.), Contribution and Distribution Agreement (Fidelity National Information Services, Inc.)
Response to Notice of Claim. Within thirty (30) days after delivery of a Claim Notice, the Indemnifying Party will deliver to the Indemnified Party a written response in which the Indemnifying Party will either: (i) agree that the Indemnified Party is entitled to receive all of the Claimed Amount and, in which case, the Indemnifying Party will pay the Claimed Amount in accordance with a payment and distribution method reasonably acceptable to the Indemnified Party; or (ii) dispute that the Indemnified Party is entitled to receive all or any portion of the Claimed Amount, in which case, the Parties will resort to the dispute resolution procedures set forth in Section 1.411.
Appears in 4 contracts
Samples: Form of Property Management Agreement (Lender Processing Services, Inc.), Agreement (Lender Processing Services, Inc.), Form of Property Management Agreement (Lender Processing Services, Inc.)
Response to Notice of Claim. Within thirty (30) days after delivery of a Claim Notice, the Indemnifying Party will deliver to the Indemnified Party a written response in which the Indemnifying Party will either: (i) agree that the Indemnified Party is entitled to receive all of the Claimed Amount andAmount, in which case, the Indemnifying Party will pay the Claimed Amount in accordance with a payment and distribution method reasonably acceptable to the Indemnified PartyParties; or (ii) dispute that the Indemnified Party is entitled to receive all or any portion of the Claimed Amount, in which case, the Parties will resort to the dispute resolution procedures set forth in Section 1.4.
Appears in 4 contracts
Samples: Corporate Services Agreement (F&G Annuities & Life, Inc.), Reverse Corporate Services Agreement (F&G Annuities & Life, Inc.), Reverse Corporate Services Agreement (F&G Annuities & Life, Inc.)
Response to Notice of Claim. Within thirty (30) days after delivery of a Claim Notice, the Indemnifying Party will shall deliver to the Indemnified Party a written response in which the Indemnifying Party will shall either: (i) agree that the Indemnified Party is entitled to receive all of the Claimed Amount and, in which case, the Indemnifying Party will shall pay the Claimed Amount in accordance with a payment and distribution method reasonably acceptable to the Indemnified Party; or (ii) dispute that the Indemnified Party is entitled to receive all or any portion of the Claimed Amount, in which case, the Parties will resort to the dispute resolution procedures set forth in Section 1.4.
Appears in 4 contracts
Samples: Separation and Distribution Agreement (Dean Foods Co), Separation and Distribution Agreement (WHITEWAVE FOODS Co), Services Agreement (WHITEWAVE FOODS Co)
Response to Notice of Claim. Within thirty (30) 30 days after delivery of a Claim Notice, the Indemnifying Party will deliver to the Indemnified Party a written response in which the Indemnifying Party will either: (i) agree that the Indemnified Party is entitled to receive all of the Claimed Amount andAmount, in which case, case the Indemnifying Party will pay the Claimed Amount in accordance with a payment and distribution method reasonably acceptable to the Indemnified Party; or (ii) dispute that the Indemnified Party is entitled to receive all or any portion of the Claimed Amount, in which case, case the Parties parties will resort to the dispute resolution procedures set forth in Section 1.43.3.
Appears in 4 contracts
Samples: Cross Indemnity Agreement, Cross Indemnity Agreement (Black Knight Financial Services, Inc.), Cross Indemnity Agreement (Fidelity National Title Group, Inc.)
Response to Notice of Claim. Within thirty (30) 30 days after delivery of a Claim NoticeNotice with respect to a matter solely between the Parties, the Indemnifying Party will shall deliver to the Indemnified Party a written response in which the Indemnifying Party will shall either: (i) agree that the Indemnified Party is entitled to receive all of the Claimed Amount and, in which case, the Indemnifying Party will shall pay the Claimed Amount in accordance with a payment and distribution method reasonably acceptable to the Indemnified Party; or (ii) dispute that the Indemnified Party is entitled to receive all or any portion of the Claimed Amount, in which case, the Parties will resort to the dispute resolution procedures set forth in Section 1.4.
Appears in 4 contracts
Samples: License Agreement (Viamet Pharmaceuticals Holdings LLC), Separation and Distribution Agreement (Viamet Pharmaceuticals Holdings LLC), Separation and Distribution Agreement (Bellerophon Therapeutics LLC)
Response to Notice of Claim. Within thirty (30) days after delivery of a Claim Notice, the Indemnifying Party will deliver to the Indemnified Party a written response in which the Indemnifying Party will either: (i) agree that the Indemnified Party is entitled to receive all of the Claimed Amount and, in which case, the Indemnifying Party will pay the Claimed Amount in accordance with a payment and distribution method reasonably acceptable to the Indemnified Party; or (ii) dispute that the Indemnified Party is entitled to receive all or any portion of the Claimed Amount, in which case, the Parties parties will resort to the dispute resolution procedures set forth in Section 1.410.3.
Appears in 3 contracts
Samples: Master Separation and Distribution Agreement (Verigy Ltd.), Master Separation and Distribution Agreement (Agilent Technologies Inc), Master Separation and Distribution Agreement (Verigy Pte. Ltd.)
Response to Notice of Claim. Within thirty (30) 30 days after delivery of a Claim Notice, the Indemnifying Party will deliver to the Indemnified Party a written response in which the Indemnifying Party will either: (i) agree that the Indemnified Party is entitled to receive all of the Claimed Amount and, in which case, the Indemnifying Party will pay the Claimed Amount in accordance with a payment and distribution method reasonably acceptable to the Indemnified Party; or (ii) dispute that the Indemnified Party is entitled to receive all or any portion of the Claimed Amount, in which case, the Parties will resort to the dispute resolution procedures set forth in Section 1.4.
Appears in 3 contracts
Samples: Separation and Distribution Agreement (Atlas Resource Partners, L.P.), Separation and Distribution Agreement (Atlas Energy, L.P.), Separation and Distribution Agreement (Atlas Resource Partners, L.P.)
Response to Notice of Claim. Within thirty (30) days after delivery of a Claim Notice, the Indemnifying Party will deliver to the Indemnified Party a written response in which the Indemnifying Party will either: (i) agree that the Indemnified Party is entitled to receive all of the Claimed Amount andAmount, in which case, the Indemnifying Party will pay the Claimed Amount in accordance with a payment and distribution method reasonably acceptable to the Indemnified Party; or (ii) dispute that the Indemnified Party is entitled to receive all or any portion of the Claimed Amount, in which case, the Parties will resort to the dispute resolution procedures set forth in Section 1.4.
Appears in 2 contracts
Samples: Corporate and Transitional Services Agreement (New Remy Holdco Corp.), Corporate and Transitional Services Agreement (New Remy Holdco Corp.)
Response to Notice of Claim. Within thirty (30) days after delivery of a Claim Notice, the Indemnifying Party will deliver to the Indemnified Party a written response in which the Indemnifying Party will either: (i) agree that the Indemnified Party is entitled to receive all of the Claimed Amount andAmount, in which case, case the Indemnifying Party will pay the Claimed Amount in accordance with a payment and distribution method reasonably acceptable to the Indemnified Party; or (ii) dispute that the Indemnified Party is entitled to receive all or any portion of the Claimed Amount, in which case, the Parties parties will resort to the dispute resolution procedures set forth in Section 1.49.3.
Appears in 2 contracts
Samples: Separation Agreement (Fidelity National Title Group, Inc.), Separation Agreement (Fidelity National Title Group, Inc.)
Response to Notice of Claim. Within thirty (30) days after delivery of a Claim Notice, the Indemnifying Party will shall deliver to the Indemnified Party a written response in which the Indemnifying Party will shall either: (i) agree that the Indemnified Party is entitled to receive all of the Claimed Amount and, in which case, the Indemnifying Party will shall pay the Claimed Amount in accordance with a payment and distribution method reasonably acceptable to the Indemnified Party; or (ii) dispute that the Indemnified Party is entitled to receive all or any portion of the Claimed Amount, in which case, the Parties will shall resort to the dispute resolution procedures set forth in Section 1.48.3.
Appears in 2 contracts
Samples: Separation Agreement (Anpath Group, Inc.), Separation Agreement (Cyclone Power Technologies Inc)
Response to Notice of Claim. Within thirty (30) days after delivery of a Claim Notice, the Indemnifying Party will shall deliver to the Indemnified Party a written response in which the Indemnifying Party will shall either: (i) agree that the Indemnified Party is entitled to receive all of the Claimed Amount and, in which case, the Indemnifying Party will shall pay the Claimed Amount in accordance with a payment and distribution method reasonably acceptable to the Indemnified Party; or (ii) dispute that the Indemnified Party is entitled to receive all or any portion of the Claimed Amount, in which case, the Parties will shall resort to the dispute resolution procedures set forth in Section 1.46.3.
Appears in 2 contracts
Samples: Separation and Distribution Agreement (Spectrum Group International, Inc.), Separation and Distribution Agreement (A-Mark Precious Metals, Inc.)
Response to Notice of Claim. Within thirty (30) days after delivery of a Claim Notice, the Indemnifying Party will deliver to the Indemnified Party a written response in which the Indemnifying Party will either: (i) agree that the Indemnified Party is entitled to receive all of the Claimed Amount and, in which case, the Indemnifying Party will pay the Claimed Amount in accordance with a payment and distribution method reasonably acceptable to the Indemnified Party; or (ii) dispute that the Indemnified Party is entitled to receive all or any portion of the Claimed Amount, in which case, the Parties will resort to the dispute resolution procedures set forth in Section 1.41.6.
Appears in 2 contracts
Samples: Reverse Transition Services Agreement (Fidelity National Information Services, Inc.), Transition Services Agreement (Fidelity National Information Services, Inc.)
Response to Notice of Claim. Within thirty (30) 30 days after delivery of a Claim Notice, the Indemnifying Party will deliver to the Indemnified Party a written response in which the Indemnifying Party will either: (i) agree that the Indemnified Party is entitled to receive all of the Claimed Amount and, in which case, the Indemnifying Party will pay the Claimed Amount in accordance with a payment and distribution method reasonably acceptable to the Indemnified Party; or (ii) dispute that the Indemnified Party is entitled to receive all or any portion of the Claimed Amount, in which case, the Parties parties will resort to the dispute resolution procedures set forth in Section 1.47.3.
Appears in 1 contract
Samples: Master Separation and Distribution Agreement (Motorola SpinCo Holdings Corp)
Response to Notice of Claim. Within thirty (30) 30 days after delivery of a Claim Notice, the Indemnifying Party will deliver to the Indemnified Party a written response in which the Indemnifying Party will either: (i) agree that the Indemnified Party is entitled to receive all of the Claimed Amount andAmount, in which case, case the Indemnifying Party will pay the Claimed Amount in accordance with a payment and distribution method reasonably acceptable to the Indemnified Party; or (ii) dispute that the Indemnified Party is entitled to receive all or any portion of the Claimed Amount, in which case, case the Parties parties will resort to the dispute resolution procedures set forth in Section 1.4.3.3. (c)
Appears in 1 contract
Samples: Cross Indemnity Agreement
Response to Notice of Claim. Within thirty (30) 30 days after delivery of a Claim Notice, the Indemnifying Party will shall deliver to the Indemnified Party a written response in which the Indemnifying Party will shall either: (i) agree that the Indemnified Party is entitled to receive all of the Claimed Amount and, in which case, the Indemnifying Party will shall pay the Claimed Amount in accordance with using a payment and distribution method reasonably acceptable to the Indemnified Party; or (ii) dispute that the Indemnified Party is entitled to receive all or any portion of the Claimed Amount, in which case, the Parties will shall resort to the dispute resolution procedures set forth in Section 1.49.11.
Appears in 1 contract
Response to Notice of Claim. Within thirty ten (3010) days after delivery of a Claim Notice, the Indemnifying Party will deliver to the Indemnified Party a written response in which the Indemnifying Party will either: (i) agree that the Indemnified Party is entitled to receive all of the Claimed Amount and, in which case, the Indemnifying Party will pay the Claimed Amount in accordance with a payment and distribution method reasonably acceptable to the Indemnified Party; or (ii) dispute that the Indemnified Party is entitled to receive all or any portion of the Claimed Amount, in which case, the Parties will resort to the dispute resolution procedures set forth in Section 1.4.
Appears in 1 contract
Samples: Stock Purchase Agreement (Landamerica Financial Group Inc)
